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15

the value of collateral backing a loan may be less than supposed, and if a default occurs we may not recover the entire

outstanding balance of the loan.

Our expenses could increase as a result of increases in FDIC insurance premiums or other regulatory

assessments.

The FDIC, absent extraordinary circumstances, must establish and implement a plan to restore the deposit

insurance reserve ratio to 1.35% of estimated insured deposits or the comparable percentage of the assessment base at

any time the reserve ratio falls below that level. Bank failures during and after the recent recession depleted the deposit

insurance fund balance, which was in a negative position from the end of 2009 through the first quarter of 2011. The

balance had increased to $70.1 billion with a resulting reserve ratio of 1.09% as of September 30, 2015. The FDIC

currently has until September 30, 2020 to bring the reserve ratio back to the statutory minimum. As noted above under

“Regulation and Supervision – Deposit Insurance”, the FDIC has implemented a restoration plan that adopted a new

assessment base and established new assessment rates starting with the second quarter of 2011. The FDIC also imposed

a special assessment in 2009, and required the prepayment of three years of estimated FDIC insurance premiums at the

end of 2009. It is generally expected that assessment rates will remain relatively high in the near term due to the

significant cost of bank failures in recent years. Any further premium increases or special assessments could have a

material adverse effect on our financial condition and results of operations.

We may not be able to continue to attract and retain banking customers, and our efforts to compete may reduce

our profitability.

The banking business in our current and intended future market areas is highly competitive with

respect to virtually all products and services, which may limit our ability to attract and retain banking customers. In

California generally, and in our service areas specifically, branches of major banks dominate the commercial banking

industry. Such banks have substantially greater lending limits than we have, offer certain services we cannot offer

directly, and often operate with economies of scale that result in relatively low operating costs. We also compete with

numerous financial and quasi-financial institutions for deposits and loans, including providers of financial services over

the internet. Recent advances in technology and other changes have allowed parties to effectuate financial transactions

that previously required the involvement of banks. For example, consumers can maintain funds in brokerage accounts

or mutual funds that would have historically been held as bank deposits. Consumers can also complete transactions

such as paying bills and transferring funds directly without the assistance of banks. The process of eliminating banks

as intermediaries, known as “disintermediation,” could result in the loss of fee income, as well as the loss of customer

deposits and the income generated by those deposits. The loss of these revenue streams and access to lower cost

deposits as a source of funds could have a material adverse effect on our financial condition and results of operations.

Furthermore, with the large number of bank failures in the past decade, customers have become more concerned about

the extent to which their deposits are insured by the FDIC. Customers may withdraw deposits in an effort to ensure

that the amount they have on deposit with their bank is fully insured. Decreases in deposits may adversely affect our

funding costs and net income. Ultimately, competition can and does increase our cost of funds, reduce loan yields and

drive down our net interest margin, thereby reducing profitability. It can also make it more difficult for us to continue

to increase the size of our loan portfolio and deposit base, and could cause us to rely more heavily on wholesale

borrowings which are generally more expensive than retail deposits.

If we are not able to successfully keep pace with technological changes affecting the industry, our business could

be hurt.

The financial services industry is constantly undergoing technological change, with the frequent introduction

of new technology-driven products and services. The effective use of technology increases efficiency and enables

financial institutions to better service clients and reduce costs. Our future success depends, in part, upon our ability to

respond to the needs of our clients by using technology to provide desired products and services and create additional

operating efficiencies. Some of our competitors have substantially greater resources to invest in technological

improvements. We may not be able to effectively implement new technology-driven products and services or be

successful in marketing these products and services to our clients. Failure to successfully keep pace with technological

change in the financial services industry could have a material adverse impact on our business and, in turn, on our

financial condition and results of operations.

Unauthorized disclosure of sensitive or confidential customer information, whether through a cyber-attack,

other breach of our computer systems or any other means, could severely harm our business.

In the normal

course of business we collect, process and retain sensitive and confidential customer information. Despite the security

measures we have in place, our facilities and systems may be vulnerable to cyber-attacks, security breaches, acts of

vandalism, computer viruses, misplaced or lost data, programming and/or human errors, or other similar events.